An Affair To Remember
by Addison Rose
Summary: What happens if Lily and Rufus started having an affair the night she went to see him at the art gallery?
1. Chapter 1: When it All Started Again

**Author's notes: The first chapter is M, the rest will be T.**

An Affair To Remember

Chapter 1: When It All Started Again.

Lily finally managed to get herself off the ground after talking to Chuck. How could she of been such a fool as to believe Bart Bass would actually commit to one person. She took a deep breath and shook her head walking out of the courtyard of the Plaza to hail a cab. She got in the cab telling the driver where to go as she leaned her head back against the seat. She needed to clear her head and be with someone she could be herself around, not someone she had to fake a smile for. She stopped the cab for a minute to go and get some wine. She was in definite need for it and felt rude to show up empty handed again. She got back in the cab again and stared out the window as the cab took her to her destination. She let her mind drift to when everything was easy and she was truly happy; when she was with Rufus.

The cab stopped and she got out. She walked up to the door and took a deep breath before opening it. She walked in and saw him standing on a ladder, sweeping the ceiling. She was slightly amused.

"Well this is a new strain of obsessive compulsive," she stated.

"The art piece projects up to the ceiling," Rufus said in response.

"Oh, still doing anything to get a girl on her back?" She smirked, remembering what she was thinking about in the cab.

He sighed and got off the ladder, walking over to her. "What are you doing here Lil?"

"Oh… ah…" She looked away.

He cut her off. "Let me ask you the question another way, did you break up with Bart again?"

She looked him in the eyes and sighed. "Well, what did I do to deserve such a thorny welcome?"

"I'm sorry…" He shook his head. "I don't know what to do about my marriage, and you showing up here randomly and often doesn't make figuring that out any easier."

She swallowed hard and started to turn around, "I'm sorry I bothered you, really."

"Lil… wait," she slowly turned back around. "If you want to see the installation I could really use the company."

"Well I don't want to be in your way." She shook her head.

"Since when Van der Woodsen?" He smiled at her.

She smiled back softly. "Well I brought wine." She held up the bottle.

"Scared that whatever I have is too cheap?" He smirked.

"Maybe…" she started walking past him to the middle of the room, "and maybe I just wanted to be nice." She turned around and grinned at him.

"Oh…" He laughed softly. "I didn't realize Lily Van der Woodsen wanted to be nice." He joked.

"Oh shut up Rufus," she rolled her eyes. "Do you have glasses for this or not?" She leaned all her weight on one foot and held up the bottle with a raised eyebrow.

"And now we're back to Lily, you had me worried for a moment." He laughed and went to the back to get a couple of glasses, a corkscrew and a chair for her to sit in. He came back and handed her a glass before setting her chair down.

"Thank you," she gave him a sideways smile.

"Mmhmm…" He smirked, taking the bottle from her. He uncorked it and poured both of them a glass, then set the bottle on the ground by her chair.

She went and sat down on the chair, moving around to get comfortable.

"The chair not good enough Lil?" He laughed softly.

"I'm fine," she rolled her eyes, "Just trying to get comfortable is all."

He laughed softly and took a drink of the wine before setting it down to pick up the broom. "That's really good Lil, thank you for bringing it." He smiled at her before getting back on the ladder.

"Well of course it is," she grinned, "But your welcome." She took a sip of her wine and looked up at him, her eyes moving up his body. She sighed and sat back, taking another generous sip.

"So what made you travel all the way to Brooklyn to see me?" He looked back at her.

"Oh you know…" She trailed off finishing her glass of wine, reaching for the bottle to refill her glass.

"Mm… no," he grinned. "Why don't you tell me?" He got off the ladder and moved it to another spot.

"Well… Bart cheated on me… again" she sighed.

"I'm sorry," he sighed climbing back up the ladder.

"Yeah…" Her eyes moved back up his body, stopping when they landed on his ass. "Mm…" she sat back in her chair, taking another sip.

"What?" He turned around to look at her.

She shook her head out of her daze and cleared her voice, "I just said um… um… you know what? I don't want to talk about it. He was a fling, nothing more, nothing less."

"Ok…" He laughed softly to himself knowing full well she was staring at his ass.

She bit her lip hoping he didn't catch her. She closed her eyes and shook her head laughing softly to herself. What was she doing? She thought. He finished and put the ladder away.

"Are you ok?" He smiled, looking at her.

"Yeah… yeah I'm good." She smiled up at him. "But… you are behind," She reached over and handed him his glass."

"Oh right…" He laughed. "Well I was working, while you were sitting on your _butt_." He emphasized '_butt'_ to let her know he caught her. He smirked at her while he took a generous sip.

"Oh you think you're so cute…" She rolled her eyes, nervously tapping her foot.

"So…" he changed the subject, "I'm a little hungry, do you want anything?"

"Sure." She nodded.

"Chinese?"

"That sounds good." She smiled softly, "Just don't forget…

He cut her off, "the egg rolls… yeah I know Lil." He grinned at her.

"I forget you know me so well sometimes." She grinned at him taking another sip.

"Yeah well it's hard to forget after being with someone for so long." He looked away and took another sip before pulling out his phone to order the food.

She bit the inside of her lip and swirled her wine around before taking another sip as she watched him talk on the phone. She felt so comfortable around him; it was relaxing she thought. He finished his phone call and turned to her.

"It'll be around a half an hour till they are here."

"Ok." She nodded. "Do you need any help?" she looked over at the things he had to set up.

"Yeah… sure, I just need to set the projector up but there are blankets and pillows in the back if you want to go get them."

"Ok," She smiled and set her glass down, before getting up. She walked into the back storage room, looking around at everything in there.

Rufus started setting everything up. Lily walked around looking through all the art pieces. There looked to be around ten photographs hidden in the corner of the room, she walked over to take a closer look. When she looked through them her hand came up to cover her mouth.

"Oh my god… Rufus…" She said quietly, she was shocked and extremely touched.

She couldn't believe he had kept all her photos, after all this time. She took her time looking through them, smiling as she did. She stopped when she got to the last photo, it wasn't one she had taken. It was her favorite photo of the two of them; one their friend John took of them. She had been asking Rufus to get it blown up for months before she left. She sighed, touching his face with the tips of her fingers.

"Lil?" Rufus called out. He was done setting up and was wondering what was taking her so long.

"I'll be right out…" She yelled and grabbed the pillows and blankets, going back out to him.

She came back in the room, her arms full of pillows and blankets. He laughed softly.

"Here give them to me."

She smiled handing them over to him, his hands touched her arms and brushed against her hands as he took them. She felt a shock go through her body and her breath became hitched. She immediately looked up at his face, their eyes locked and she knew it was happening again. She was falling for Rufus Humphrey, and she was falling hard.

He smiled and moved to lay them out on the ground. She bit her lip looking at him. She took a deep breath to calm herself down before walking over to help him lay out the blankets and pillows.

When they were done, he moved their wine glasses over to where Lily had sat down. There was a knock at the door and he went to go get the food. He came back and sat down next to her before he started pulling containers out.

"Here is your egg rolls," he handed her the carton.

"Thank you," she took it from him smiling softly.

He smiled at her and lightly bit his lip as he looked down opening the cartons. He found the orange chicken and picked up his chopsticks, taking a bite. She took a bite of her egg roll as well and swallowed before talking.

"Good?" She asked.

"Yes very." He took another bite.

"You and your orange chicken…" She laughed softy looking down to take another bite as she thought back to her and Rufus. They used to get Chinese food once a week; they would always order the same things. She would have to have her egg rolls and he would have to have his orange chicken. She smiled softly at the memory, reaching for her glass.

He looked at her and smiled. "What?"

"Oh nothing…" she shook her head and took a sip.

"What are you thinking?" He opened the pot stickers and took one out.

"Oh um…" She looked up at him, "just about us all those years ago."

"Really?" He grinned, biting into his pot sticker.

"Well… our Chinese nights…" She got the chow mein.

"Ah…" he smiled softly thinking back.

When they weren't on tour; every Sunday they would stay in bed all day. They liked having at least one day to themselves where they could just talk, relax and have sex without being interrupted by one of the band members. All three things were a luxury to get to do alone if they were on tour. There was a Chinese place a block away that delivered, they always ordered from there on those days.

"Open your mouth…" he got a piece of chicken and held it to her lips with his chopsticks.

She smirked and did as he asked taking a bite. "Mm… very good." She smiled as she swallowed.

He took a sip of his wine and leaned back on his hand. She got an egg roll.

"Ok your turn," She held up the last bite of hers to his lips.

He smiled and leaned forward, locking his eyes with hers. He slightly opened his mouth, his lips touching the tips of her fingers as he took a bite. "Same as I remember," he smiled and picked up his glass finishing it off.

Her breathing increased again and she unconsciously touched her fingertips to her lips. He watched her and bit his lip, as he subconsciously moved in closer feeling the oxygen leaving the room. She saw him move closer and did the same. Their lips were centimeters apart, she felt his breath against the soft skin of her lips before he closed the distance. The kiss sent a shock through her body as the passion increased; she moved a hand to the back of his head pulling him closer. They slightly parted their lips, his tongue barely touching hers for a minute before he deepened the kiss. She moaned softly in his mouth as he weaved his fingers through her hair. A minute later she pulled back to catch her breath, she opened her eyes slowly. He opened his eyes as well and looked at her, his chest pounding.

"That… that was…"

"Yeah…" Lily cut him off and reached for her wine.

He refilled his class and gulped down half of it before setting it back down. "Ok… um… are you done with your food?"

She nodded, drinking more of her wine. He pressed his lips together and started to put everything away. Lily sat watching him clean up as her mind went back to that kiss. Rufus stood up and took their food to the trash. He came back and looked at her.

"Are you ok?"

She broke out of her daze and blinked a couple times before looking at him. "Yeah… I'm fine."

"Do you want to see the new piece?"

She nodded and set her glass down so she could lay down, her head on the pillows. He turned on the projector and turned off the lights before moving to lie down next to her.

"This is beautiful…" She said quietly.

"It is isn't it?" He looked over at her.

She felt his eyes on her and slowly turned her head to look at him. He took her hand and squeezed it softly before turning to look at the ceiling again. She turned her head back too and swallowed hard before talking.

"Remember the first time we did this?"

"Did what?" He looked over at her. "Lay on the ground and look at the stars?"

She nodded. "I mean they were real stars and it was grass but… it's still sort of the same."

He smiled and turned back. "Of course I remember… I remember a lot of things." He rubbed his thumb against her hand.

She held his hand tighter and moved closer, leaning her head on his shoulder. He turned his head and kissed the top of her head, before leaning his head against hers. After a few minutes she looked up at him and bit her lip. They looked in each other's eyes for a minute before he kissed her again. She kissed him back slowly and turned her body towards him. He draped his hand over her waist and pulled her closer as he moved to lay on his side. She rubbed her thumb gently against his cheek before moving her hand to the back of his head. He moaned against her lips and deepened the kiss.

This time neither of them broke the kiss; Rufus pulled her on top of him as he rolled on his back. Lily put an elbow on each side of his head, brushing the hair out of his face as she kissed him. He moved his hands down her back and rested them on her hips. She moved a leg in between his as he bent one knee. He slowly started to trail his hands under the back of her shirt, his fingertips lightly touching her skin. She moaned softly against his lips and started slowly moving against him.

"Lil…" he breathed?"

She pulled back and looked at him. "Hmm?"

"Can I?" He tugged at the hem of her shirt.

"Yes," she breathed against his lips kissing him hungrily.

He slowly pulled her shirt up, letting his hands run along her sides. She sat up, moving a leg on either side of him as she lifted her arms up. He pulled it off and looked up at her face. She smiled down at him and started to unbutton his shirt, running her hands up and down his chest when she was finished. He moaned softly and flipped them over so he was on top. She pushed his shirt off his shoulders and leaned up to kiss him. He deepened the kiss as he reached one hand behind her and unhooked her bra, pulling back so he could take it off. He straddled her and pinned her hands above her head, interlacing their fingers as he leaned down to kiss her passionately. He slowly started moving his hands down her arms and pulled back to look at her. She bit her lip as she looked at where his eyes were traveling. He leaned back down, his lips lightly touching hers.

"You're so beautiful Lil…" he breathed against her lips before kissing along her jaw and down her neck. She smiled softly kissing his shoulder. He kissed along her collarbone and left open mouth kisses along her chest.

"Mm… Rufus…" She moaned softly, her hands tangling in his hair.

He sucked softly on her skin before moving down along her stomach. He swirled his tongue around her navel before he continued kissing down to her jeans. He kneeled in between her legs and took one of her legs and pushed it toward her chest so he could take her heel off. He rubbed the arch of her foot with his thumb before putting her leg back down.

She smiled up at him, remembering how he was when they were together. He wasn't like most guys she had been with. He was caring and thoughtful and didn't just think about himself and what he needed.

He saw her smiling at him and couldn't help but smile back. He was so in love with her, he knew he had never really fallen out of love with her. He took her other leg doing the same before he undid her pants and slowly pulled them over her hips and down her legs, his fingertips brushing over her skin the whole way. She shivered and moaned softly. Once he got them off he let his eyes slowly move up her body, taking everything in. Everything he missed about her, everything that changed, and everything that was exactly the same. After all these years she was still so breathtakingly beautiful to him.

She smiled big up at him, moving her hands down his chest to his jeans, she undid his pants and pushed them down as far as she could before using her feet to get them off. He smiled brushing his lips against hers. She kissed him slowly as she ran her hands up and down his back. She moved her hands under his boxers, squeezing his ass.

He moaned against her lips, "You and my butt…" he laughed softly.

"I like your butt," She smiled squeezing it again as she nuzzled her face in his neck, sucking his skin softly.

She pushed his boxers off him and ran her hands up and down his sides. He kissed her temple and managed to get her underwear off, wrapping her leg around his waist. He turned her head to kiss her passionately as he entered her.

"Oh…" She gasped, tightly clinging to him. She bent her free leg and opened her eyes as she continued to kiss him.

He started making slow thrusts, hitting her deeper each time. She moved her hips up to meet his thrusts, her breathing increasing as her pleasure did. He rested his forehead against hers still staring in her eyes, he held her tight in his arms as he made firmer thrusts.

"Oh God… Rufus…" She moaned loudly as she arched into him, her head thrown back.

He kissed along her neck, moaning against her skin as he increased his pace. He moved his hands to her breasts, his thumbs rubbing over her nipples before massaging them softly. He moaned loudly in her ear, kissing below it.

"Oh… yes!" She shivered and moved a hand back to his ass pushing him deeper.

"Lily… oh Lil…" He moved a hand in between her legs, stroking her softly, knowing she was close.

"Rufus!" Her hips thrusted up hard against his in pleasure. She kissed him fiercely, one hand resting on his back.

He increased his pace that he rubbed her clit to match his thrusts. He moaned louder against her lips as he felt her clenching hard around him. He pulled almost all the way out and thrusted in as hard as he could, with that she was gone.

"Rufus! Rufus… Rufus... Rufus…" She moaned over and over again against his lips as she came, her nails digging into his back.

He came undone at the same time, pulling her tighter to him. "Oh god… yes Lily!" He cried out.

Their breathing was heavy, their chests pounding against each other's as they looked in each other's eyes.

"Wow…" was all Lily could get out.

Rufus rolled to her side and nodded. "Wow…" he repeated as he looked over at her.

She turned her head and smiled at him, her breathing starting to return to normal. He leaned over and kissed her softly. She moved to pull the blanket up over them as she laid her head on his chest.

"Mm…" He smiled.

She looked up at him. "I guess this art piece really worked."

"What?" he laughed.

"It got me on my back," she smirked.

He laughed and kissed her. "Yeah I guess it did."

"Lets get some sleep…" she yawned.

He nodded. "Goodnight Lil."

"Goodnight Rufus," she kissed him softly before laying her head back on his chest.

They both slowly drifted to sleep with smiles on their faces, thinking about each other.


	2. Chapter 2: Lunch Date

**Author's Notes: Thank you to everyone who reviewed. I got a lot in just a couple of hours. So thanks so much. This story will be around for a long time. I expect it to be at least 200 pages if not more. I'm currently at 37 pages. So enjoy. Comment. Thank you.**

An Affair To Remember

Chapter 2: Lunch Date

Rufus was the first one to wake up. He slowly opened his eyes and looked down seeing Lily still asleep. He smiled softly to himself and raised his arm to look at his watch; it was eight o'clock. _Shit!_ He thought to himself.

"Lily…" He brushed her hair out of her face. "Lil… wake up."

"Hmm?" She groaned, slowly opening her eyes.

She looked around registering where she was at before she sat up and rubbed her eyes. She looked down at him for a minute, last night came flooding back and she smiled softly at him.

"Good morning…" She leaned down and kissed him softly, letting her hand rest on his cheek.

"Morning…" He mumbled against her lips, kissing her again. "Lil?"

"What?" She said softly against his lips.

"It's eight o'clock."

"Oh my God," she got up completely naked in search for her clothes.

He grinned looking up at her, "Mm… beautiful."

She looked at him and rolled her eyes, "Uh-huh…" She put her underwear on and pulled up her jeans. "Rufus… where is my bra?" She pulled up the blankets looking everywhere with no luck.

He laughed softly and looked behind him finding it behind the pillow. He sat up and held it up in front of him. "Do you mean this?" He grinned.

"Yes… thank you." She leaned down and kissed him soft and quick, taking it from him.

He got up and put his boxers on then found his pants putting them on as well. Lily fumbled to get her shoes on, slightly tripping as she tried to hurry. Rufus laughed and looked at her.

"Oh shut up," she laughed softly and finished getting dressed.

He bent down to get his shirt, she tapped his ass lightly as she went to pick up her purse. He stood up and put his shirt on, buttoning it back up as he turned and smirked at her.

"What?" She grinned, "I can't help myself."

"Mmhmm…" He finished getting dressed and walked over to her. He took her in his arms and kissed her.

"I have to go Rufus…" She mumbled against his lips.

"Do you really?" He walked her back against the wall, still kissing her.

"Yes I really do, Serena and Eric could wake up at any time."

"Can't you just say you went out?" He bit her lip.

"In the clothes I was wearing yesterday? Rufus they aren't stupid."

"Mm… fine." He kissed her again and pulled back.

"Thank you," she smiled at him as she walked towards the door.

"For what?"

"Last night…" She smirked and turned around walking out the door, getting into a cab.

He bit his lip and laughed softly to himself, before cleaning up their things from the night before.

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Lily arrived back to the Plaza a half an hour later. She asked the front desk to send up her morning coffee then quickly went into her room. She fixed her hair and make-up before changing into a nightgown. She put on her robe and heard a knock at the door. She tipped the man and took her coffee to the couch, setting it on the coffee table. She sat back against the armrest with her feet out and grabbed her magazine. Once she was situated she took a moment and closed her eyes, what did she just do? She thought. She shook her head and reached for her coffee as she heard the door slowly opening. She looked over and saw Serena coming in. She was surprised she wasn't home but wouldn't let Serena know that.

"Well good morning, glad you finally decided to come home." Lily looked at her with raised eyebrows.

"Mom… I um..." She bit her lip. "I was at Blair's…"

"Then why when we talked last night you said you were going out with Dan? Hmm?" Lily was amused at her daughters failed attempt to cover up where she actually had been.

Serena knew she was caught. "Fine… I was at Dan's," she sighed.

"Mmhmm…" Lily sipped her coffee and looked down at her magazine. She knew she should punish Serena but she was too consumed about the fact that her daughter slept with Rufus's son last night… her Rufus… the man she was with last night…the man that at one point in time she thought she would marry. And truth be told, she still thought that maybe one day they would. She felt slightly nauseous and set her coffee down.

"Mom?"

Lily looked up, "Serena just… just…" She didn't know what to say to her since this wasn't entirely Serena's fault, "Just don't do it again… ok?"

Serena nodded surprised she didn't ground her, "Right…" She went to her room.

Lily sighed and got up going to her room to get dressed for the day.

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Rufus did some things around the gallery before going home. He hadn't stopped thinking about Lily since she left and decided to call her in the cab.

Lily looked at the caller I.D. and smiled before answering. "Hi…"

"Hi…" He smiled.

"Do you need something Rufus?"

"No… I um… I just wanted to call and see how you were."

"Rufus… you saw me three hours ago," she laughed softly.

"I know… I know… I just wanted to see how your morning went… see if you got home before the kids woke up."

"Oh well you mean before the kids got home?"

"What?"

"Serena came home this morning after me… after spending the night with… with Dan." She barely got the last part out.

"Yeah I had a feeling that was going to happen last night…"

She was taken a back, "and you didn't tell me because…"

"I don't know; what are we going to do? Tell them they can't? Their teenagers Lil, nothing we said would have made them change their minds. Don't you remember us at their age?"

She sighed, " Yes… I suppose you're right… but isn't it weird."

"A little I guess… I don't know, I haven't thought about it. I just know she makes him really happy."

"But they are, our kids Rufus… thats a little twisted… I mean if things had turned out differently… or do." She said the last part quietly.

"They weren't raised together Lil."

"I know, I know… it's just a little weird for me, but I'm done talking about it."

"Ok… um… do you have any plans the rest of the day?"

"Yes I do." She nodded.

"Oh… what?" He was disappointed.

"I'm shopping currently and I have a date later," she grinned knowing this would get to him.

"With who?" he asked trying not to sound upset.

"With my kids."

"Oh… He laughed softly to himself.

"Mmhmm…" she laughed. "You weren't jealous were you?"

"Maybe a little…" He said quietly.

She smiled to herself and picked out a couple dresses to try on.

"So what are you and the kids doing?"

"Well I think Serena is trying to make up points for last night." She rolled her eyes, "but we are staying in and renting some movies, I'm sure popcorn and a whole lot of sugar will be involved." She laughed softly.

"That sounds fun," He smiled.

"Yeah… I miss having both of them home. It's nice when they decide they can fit you into their schedule."

He laughed. "I feel like those nights are fewer and far between now."

"I know…" She sighed.

He looked at his watch. "Well do you think you can fit me into your schedule… now?" He bit his lip.

She grinned, "What did you have in mind?"

"A lunch date? There's that Italian place a few blocks from your hotel."

"Mm… yes I know the place. Meet you there in an hour?"

"See you in an hour." He smiled.

"Bye Rufus." She hung up the phone and headed to the lingerie department before going to the dressing room.

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Forty-five minutes later Lily had bought three new pairs of bras and underwear, four new dresses, and a pair of Louboutin's. She left Saks and quickly headed over to the restaurant. She walked in shopping bags in hand; she looked around and spotted him sitting at a table in the corner. She smiled and walked over setting her bags down in the chair beside her as she sat down.

"Looks like shopping went well…" he looked at the bags.

"I suppose," to a shopaholic like Lily it wasn't really all that much.

"What did you get," He tried to peer in one.

"Ah ah ah…" She smiled and reached over to pull the bag closer to her.

He saw a black lace bra before she pulled it back and tried to hide his grin as he picked up his menu.

She saw him grinning. "What?"

"Nothing," he shook his head, opening his menu.

She looked over in the bag and rolled her eyes. "Never seen a bra before Humphrey?"

He looked up at her, "I believe I saw yours this morning."

"Funny," She smirked.

He laughed and looked back at his menu, "Thought so… what are you getting?"

"I haven't looked yet…" She picked up her menu, "mm… everything looks so good."

He nodded. "I think I'm going to get the lasagna."

"Have you tried anything different since you were nineteen?" She smiled looking up at him.

"I just know what I like." He laughed.

"Then why even look at the menu?"

"Habit… what are you getting?"

She bit her lip. "Lasagna…"

He laughed. "Oh I see how it works."

"Well it sounded good and that girl over there just got it." She pointed to a couple tables away from them.

"Uh-huh…" He smirked.

Their waitress came over.

"Can I get you anything to drink?"

"Can I have a glass of chardonnay?" Rufus asked.

"Of course, and you Mis?"

"Ask him." She smirked at Rufus. "Um…" He looked at Lily, "Make that two glasses of chardonnay and we are also ready to order."

"Ok, what can I get you?" She asked.

"We would both like the lasagna."

Lily smiled and sat back watching him order.

"And what dressing would you like on your salads?"

"Italian." He looked over at her.

She just smiled at him, not giving a hint if he was right or not.

"Italian on both please."

"Ok, and I'll bring out your drinks right away."

"Thank you," Rufus nodded and turned towards Lily.

She smiled at him and reached for a piece of bread and butter.

"So did I get everything right?"

"What do you think?" She looked at him and spread the butter on her piece of bread.

"Yes." He got himself a piece of bread and butter as well.

She nodded and tore off a piece of bread, taking a bite. He smiled and took a bite.

"Has Bart called you?" Rufus asked.

"About a thousand times." She rolled her eyes.

The waitress brought over their drinks. They both said thank you and she left.

"Have you answered?"

"No…" She brought the glass to her lips and took a slow sip.

"Are you going to?"

She set her glass down. "What's with the sudden intrigue?"

"Oh… I was just wondering," he looked down and took a generous sip of his wine.

She smiled to herself taking another bite of her bread. "Well then no I wasn't planning on giving him a another chance."

"Well that's just too bad for him."

They smiled at each other as their waitress brought their food over.

"Oh this smells divine." Lily said and picked up her fork.

"There's a reason I always get it." He smirked and picked up his fork taking a bite.

She took a bite, "Mmhmm… I miss carbs." She laughed and reached for her wine.

"Women…" He shook his head taking another bite.

"Yes well if men liked women fat maybe I could eat them whenever I wanted." She took a sip and set her drink down.

He rolled his eyes. "You have no fat on you Lily… and for the record I would like you no matter what size you were."

"You like me?" She teased.

He grinned. "Was last night not a hint?"

She laughed before taking another bite. "Are you getting any new pieces at the gallery this week?"

He nodded and finished his bite. "Yeah… a couple weeks ago I found a new artist and she's sending all her new pieces this week."

"I'll have to come by and see," she took another bite.

"I'd like that," he smiled and looked back at his food taking another bite.

"I'm still in search of an art piece since I returned Alison's."

"Right… what's it for?"

"I'm remodeling my penthouse and it's almost finished finally, so I'm in the process of decorating it."

"How many more pieces do you need?"

"A lot…" she laughed softly, "but Bex has been busy figuring it all out."

"Oh right… she's nice." He nodded taking another bite.

"She has a very good eye… she knows what I like."

"What are you doing this week?"

"Um… I have a few meetings…" She sighed taking another sip of her wine. "I need to meet with the decorator and make sure everything is right, therapy with Eric. I think that's it, you?"

He took a sip of his wine. "Just work and then Jenny has a concert Wednesday night."

"That would be what one of my meetings is for," she laughed softly.

"I guess I'll be seeing you Wednesday night then," he smiled and sat back in his chair.

"With all of our kids there…" she raised her eyebrows and took a generous sip of wine.

"It will be interesting, that's for sure."

"Especially since all of our kids will most likely be sitting next to each other… well except Jenny of course."

He laughed and looked at her plate. "Are you finished?"

She nodded finishing off her wine. He waved over the waitress and got their bill, putting his credit card in and handing it back to her.

"Rufus I could have gotten that, you paid last night."

"I asked you out," he shook his head. "I'm not so poor that I can't buy you lunch," he grinned.

She grinned back, shaking her head. The waitress came back; he signed and left a tip before standing. She stood up.

"Need help?" He pointed to the bags.

"Sure," she nodded.

He took them and reached for her hand, she smiled and took it holding it tightly as they walked out. They got outside and he looked at his watch as they started walking.

"So… it's one thirty, do you need to go?" He looked over at her.

"No," she shook her head, looking back at him.

"What do you want to do?" He asked.

"We can walk through the park for a little."

"Ok," he smiled and squeezed her hand.

She smiled looking at their hands before looking in front of her again. They walked in silence to the park, content with just being together. Lily leaned her head on his shoulder, holding his hand with one hand, her other hand resting on his upper arm. He looked over at her; she looked up at him and kissed him softly. She rested her head against his shoulder again, bringing their hands up as they interlaced their fingers. She noticed he wasn't wearing a wedding ring.

"Rufus…"

"What?" He looked at her.

"Where is your wedding ring?"

"Oh… I took it off last week when I… when I filed for divorce."

"I'm sorry… I didn't know."

He laughed softly, sort of amused.

"What?" She pulled back and looked at him.

"We slept together last night Lil and your concerned about my marriage?" He couldn't help but laugh.

"Ok well when you put it like that…" She laughed. "I guess it was a silly response." She looked down and laughed.

He wrapped his arm around her and pulled her closer kissing the top of her head. She put her hand on top of his and leaned against him again. They walked around for an hour, talking and laughing. Just enjoying each other's company.

They walked out of the park and he got her a cab, putting her bags in. She turned to him pulling him into a hug before kissing him softly. "Thank you for lunch," she smiled against his lips.

"Anytime," he kissed her again a little longer this time before pulling back.

She smiled, "call me?"

He nodded and closed the door as she got in the cab.

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Later that night Rufus was cleaning up the dishes, Dan and Jenny were in there rooms. He pulled out his phone and texted Lily.

Lily was sitting on the couch, Serena was on the other end and Eric was in a chair sideways with his legs on the armrest. They were watching _Little Miss Sunshine_, laughing, and eating popcorn and an assortment of candy. She felt her phone buzz and pulled it out seeing his text.

Text: Just wondering how your night with Serena and Eric is going. I miss you.

She smiled and responded.

Text: It's going really well. Were in a really good place again finally. I miss you too :).

He smiled and wiped his hand off when he felt his phone vibrate. He opened it and went to his room to change as he responded.

Text: I'm glad. I'll let you go now.

She opened her phone to respond.

Text: Ok. I'll call you later tonight.

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A few hours later Lily went into her room and got into bed. She turned on the lamp and called Rufus.

Rufus turned off the TV and walked to his room as he answered the phone.

"Hey." He answered.

"Hi." She smiled. "How was your night?"

"Mm… a little boring. I made dinner for the kids and myself. That was about it. How did things go for you?" He smiled.

"It was really great. I don't remember the last time the three of us laughed this much together."

"That's great, I'm really glad." He was really happy for her that her relationship with her kids was getting better.

"So am I… Do you have a busy day tomorrow?"

"Not really, why?"

"Well I was thinking lunch at my place. The kids will be at school."

"What time?"

"I have a meeting at nine, it should be out by eleven. So eleven thirty?"

"I'll be there." He smiled.

"Goodnight Rufus."

They both hung up the phone and turned out the lights getting into bed.


	3. Chapter 3: Lilies

**Author's Notes: Sorry It took so long to post. I intended for this chapter to be the full day but realized it was going to take to long to write so I'm splitting it up into sections. Thank you for all the support and feedback. And a special thanks to TheIslandWriter, my best friend for not only encouraging me to write this story but also for coming up with the title of the story and the title of this chapter :) Love you. **

An Affair To Remember

Chapter 3: Lilies

The next morning Lily woke up with a smile on her face. She couldn't wait till her meeting was over so she could see Rufus. It was silly she thought, she couldn't get him out of her head and always wanted to be near him or talk to him. She felt like a damn teenager again, it was weird but she didn't mind it. All the men in her life since Rufus had been distractions. Something to take her mind off the fact that she left the only person she could be herself around. The only man she loved. None of them meant much to her, or did anything for her really. There was no spark, no attraction. They just came from the "right" family and were wealthy.

She had gotten used to the Upper East Side and the fake smiles, conversations and people that it included. Life just passed her by; she didn't even know how she had gotten to where she was now. She turned cold and became emotionally numb after leaving him. She didn't know how to open herself up to other people after having her heart shattered; whether she was the one to do it or not. But now that he was back in her life she found herself smiling for no reason, and when she was with him she felt like she was her old self again. She was happy again.

She finally got up and got out of bed, she quickly took off her nightgown and hopped in the shower. She washed and conditioned her hair, then washed her body and made sure she was shaved and ready for later. She turned off the water and grabbed her towel, after drying off she hung it back up. Then went and got her robe out of the closet, putting it on before she started to dry her hair.

An hour later, her hair was fixed; make-up done and she threw on something quickly before heading off to go to her meeting at the school.

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The alarm went off and Rufus rolled over and hit it, causing it to turn off. He got out of bed and went into the bathroom to take a shower. He turned the water on and got undressed as he waited for it to warm up. After a minute he got in and got his hair wet before reaching for the shampoo. He started thinking about his day; his excitement growing with each second.

When Alison left he knew it was the end. He was in denial but deep down he knew it. He didn't know why Alison cheated; it could have been a million things. The fact that she knew he wasn't over Lily couldn't have helped. He wouldn't admit it but he probably deserved it. He knew it couldn't have been easy for her knowing she didn't have his whole heart all those years they were married.

He loved Alison, he really did. She had been his wife for eighteen years, but it was different. There was no passion like there was with Lily; it was just comfortable. They had Dan and Jenny together, raised them and were a family. He wouldn't trade that, he loved his kids, and he loved the years all of them spent together. But when it came to him and Alison, something was always missing. She wasn't Lily.

He finished his shower and dried himself off before wrapping his towel around him and walking back to his room to get dressed. He stood in his closet looking over all his clothes. For some reason he couldn't decide what to wear. Since when had it taken him more than two minutes to pick out clothes? He wondered. He laughed softly to himself.

"What is this woman doing to me?" He grinned, searching through his shirts.

He found an off white button down dress shirt and put it on along with a pair of his nicest jeans. He put on his shoes and watch before going to the bathroom to brush his teeth and hair. He looked at himself in the mirror; he had a little scuff and decided to leave it. He finished up with some cologne before going to the kitchen to make the kids breakfast before school.

Dan and Jenny walked in to the living area to see their dad making waffles and softly singing to himself. Jenny sat down on a barstool and put her elbows on the counter, resting her chin on her palms.

"Why are you in such a good mood?" she smiled softly at him.

Rufus looked over at his kids, "Oh um… I don't know." he lied, smiling at them.

"Dad…" Dan sat on the barstool next to Jenny.

"Hmm…" He put a waffle on both of their plates.

"Were you singing Rosewood?" He sighed.

"Oh um…" Rufus looked down.

"You miss mom don't you?" Jenny looked at him.

Rufus looked up at Jenny not knowing what to say.

"It's ok… I miss her too…" Jenny bit her lip before reaching for the strawberries to put on her waffle.

Rufus didn't know if he should tell them about the divorce papers. "Oh I…"

"Its ok dad," Dan said. "You don't have to explain… we get it."

Rufus decided to just drop the subject. Today wasn't the day for this conversation, and it definitely wasn't the time to tell them Rosewood wasn't written for their mom, but Dan's girlfriend's mom instead.

"Right… well… what's your plans after school today?" He got a waffle with strawberries and started eating.

"I'm doing something with Serena." Dan said as he ate.

Rufus bit his lip and nodded. "What about you Jenny?"

"Well considering Blair hates me, my only friend is Eric. So I might do something with him."

Rufus tried not to laugh at the fact that the Humphreys and the Van der Woodsen's couldn't seem to find a way not to be around each other. He finished his waffle and started to clean up the kitchen.

"Well that sounds fun… Do you know where you guys are all hanging out?" He was trying to figure out how long he could be with Lily.

"We all usually go to get ice cream or something after school." Jenny said.

He nodded, "do you know when you'll be home?"

"Dad is there a reason for all the questions?" Dan asked.

"I'm just wondering when to have dinner ready is all, I'm your father I can ask where you will be."

"Ok… well around five I would guess."

"Ok." Rufus smiled, "well I'm going to the gallery now." He grabbed his jacket, wallet and keys before heading to the door. "Have a good day at school."

"Bye dad," Jenny smiled.

"Yeah bye, see you tonight."

With that Rufus left and headed to the gallery.

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Lily arrived at her meeting and sat down at the head of the table. She started looking through some papers as people started to show up. Once everyone was there they started discussing specifics about the Constance and St. Judes concert for Wednesday night.

An hour and a half later they had figured out the food, drinks, decorations, the sound system, and everything else needed for the event. Lily had a hard time concentrating; her mind kept drifting to what she was going to wear for Rufus. She was happy they were done and quickly said her goodbyes before hailing a cab to the Plaza.

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Rufus unlocked the door to the gallery and went to his office going through some paperwork before he heard a customer come in. He walked out and greeted them before showing them around the gallery. After talking for a while and looking around they decided on a piece for their apartment. They bought the piece before leaving.

Rufus looked at the clock it was ten forty-five. He smiled and grabbed his things before locking up the gallery and hailing a taxi. He told the driver where to stop before going to the Plaza. He sat back in his seat and looked out the window. He couldn't wait to see her; he pulled out his phone and texted her.

Text: Hey babe. I'm on my way. I can't wait to see you.

Lily smiled as she read the text and got out of the cab. She entered the Plaza and got into the elevator before she responded back.

Text: I'm excited too honey. Just got back to the Plaza. See you soon :)

He smiled as he read the text before closing his phone.

Lily walked into her room and took all her clothes off in her closet. She put them in the hamper before walking over to the lingerie section in her closet. She found the black slip she was looking for and put it on her bed. It had spaghetti straps and came to the middle of her thigh. It was black and silk with lace around the top and bottom.

Rufus got out of the cab and went into the flower shop; purchasing a dozen white lilies. He bought a vase for them not knowing if she would have any in her hotel room. When he was finished he got back in the cab and headed to the Plaza.

She went into the bathroom and put lotion all over her body before brushing her teeth again. She put on red lipstick and re did her mascara before walking back into her room. She opened her underwear drawer and pulled out a black lace thong and put it on before walking over to her bed. She put the slip on and went into the closet, looking for the shoes she bought yesterday; a pair of black, suede Louboutin pumps. She sat down and put them on over her perfectly pedicured feet then stood up. She looked at herself in the mirror and messed up her hair a little; smirking as she thought of Rufus's face when he saw her. She grabbed her black silk robe and slid it on, tying it tightly around her waist.

Rufus got out of the cab, flowers in hand and walked into the plaza, getting in the elevator. Lily heard a knock at the door and smiled, quickly going to get it. She opened the door.

"Hi." He smiled. "Can I come in?"

"Of course," she smiled and took his hand pulling him in the room before closing the door. "Those are beautiful Rufus," she looked at the flowers.

"I'm glad you like them," he kissed her softly.

"Mm…" she deepened the kiss and pulled him backwards so she could set the flowers on the table. "Thank you baby," she smiled against his lips.

"Your welcome." He smiled kissing her again.

She wrapped her arms around his neck, playing with his hair. After a minute he pulled back.

"You look beautiful by the way Lil."

"Oh do I?" She smirked.

"Yes, yes you do," he grinned.

"Well…" she took his hands slowly putting them on the tie on her robe. "Would you like to see what is underneath this?" She grinned.

"You know I do," he smiled against her lips.

"Then stop talking and take it off," she bit his lower lip.

Rufus grinned and untied her robe, moving his hands slowly up her sides. He pushed the robe off her shoulders running his hands lightly down her arms before pulling back to look at her. He bit his lip hard.

"Woah… Lil…" He swallowed hard.

"You like it?" she smirked, slowly turning around so he could see the whole thing.

"You mean do I love it?" He pulled her back in his arms.

"Mm…" she smiled, pressing herself against him. "You know what I would love?" She trailed a finger down his chest.

"What's that babe?"

"If you lost some of these clothes." She smirked up at him. "Not that you don't look handsome with what you have on, but…" she ran her hands underneath his shirt. "You would look better with them off…" She whispered in his ear, before kissing below it.

He smirked and quickly picked her up.

"Rufus!" Lily gasped out of shock.

He laughed softly and she quickly wrapped her legs around his waist, laughing against his lips as she pulled him in to kiss her hard. He let his hands travel up her thighs, under her slip, resting his hands on her lower back as he carried her to the bed. She quickly started to unbutton his shirt, pushing it off his shoulders to the floor.

"Mm… Rufus…" Lily moaned as he laid her down on the bed.

He took off her heels before kneeling between her legs. She shivered as he started to move his hands lightly against her skin. He ran them from her knees to the hem of her negligee. She smiled at him as he slowly pulled it up, his hands never leaving her sides. He smiled and leaned down to kiss her as she stretched her arms above her head so he could take it off completely. He pulled back and took a minute to look at her, before meeting her eyes again. She smiled lovingly at him as he caressed her body with his hands, moving them down to her underwear. He let his thumbs caress her skin above the lace of her underwear; she shivered, moaning softly. He hooked his fingers on the waistband of her underwear and moved his eyes from her face to her underwear as he pulled them down and off. He locked his eyes with hers again as she sat up to undo his pants. She smiled up at him as she pulled his pants and boxers down as far as she could. He bit his lip and rested his hand on her shoulder, looking down at her. She leaned in kissing his hipbone softly before she pulled back pulling him with her down on the bed. He kicked his pants and boxers off and wrapped her tight in his arms as she flipped them over.


	4. Chapter 4: You Know Me So Well

**Author's notes: This chapter is rated M. Sorry it took me so long to update. I have been having writers block, so sorry if this chapter isn't that great.**

An Affair To Remember

Chapter 4: You Know Me So Well

Part: 1

"Oh…oh god Rufus…" Lily moaned as she rolled off Rufus and laid back on the bed.

"Lily… that… that was incredible." He breathed, his chest pounding.

"Yeah… oh…mm…" She looked over at him, her breathing heavy.

He turned his head and smiled at her as he brushed some hair out of her face, his thumb brushing against her sweaty forehead. She closed her eyes and smiled, he leaned forward kissing her lips softly.

"Mm…" she sighed contently. "I'm a little hungry."

"So am I."

"Lets order some room service." She smiled and rolled on top of him, reaching into the drawer of the nightstand for the menu.

He rested his hands on her lower back as he watched her.

"Ok…" She sat up straddling him as she opened the menu. "What sounds good to you?"

He moved his hands to rest on her thighs, "Anything you want love."

"Rufus they can make anything, what would you like to eat?"

"You…" He grinned up at her.

She rolled her eyes, "I'm serious Rufus."

"So am I," he laughed softly.

"Rufus…" she sighed.

"What?" He sat up and kissed her cheek.

She turned the menu around. "Food… I'm hungry I didn't get a chance to eat today."

"Ok ok," he took the menu and laid back down as he looked through it. "Hmm… how about we order a bunch of appetizers."

"Ok," she smiled rolling back to his side. "Like…"

"Spinach and artichoke dip… Chicken lettuce wraps… crab cakes… chicken wings?"

"That sounds good," She smiled and reached for the phone, dialing the number. "What do you want to drink?"

"A coke." He put the menu on the nightstand and rolled on his side to face her.

"Hi this is Lillian Van der Woodsen," she started talking to the front desk. "I would like to order some food to be delivered to my room."

Rufus grinned and moved on top of her, she raised an eyebrow looking up at him. He started kissing down her neck as he moved down her body slowly, letting his lips barely touch her skin.

"Rufus… what are you doing?" she breathed as the front desk transferred her to the kitchen.

"What does it look like I'm doing Lily?" he smirked and kissed her hip softly.

"I'm on the…" the kitchen answered the phone and she stopped talking. "Oh um..." She looked down at Rufus as his lips moved further down. "I would like to place an order." She swallowed hard and bit her lip.

Rufus could hear her voice getting shaky and laughed softly, spreading her legs. He traced his finger around her little heart shaped tattoo, remembering the day she got it. He smiled softly and leaned down kissing it softly before tracing his tongue around it.

"Can I have… oh um…" She was trying her best not to moan. "Spinach artichoke dip, Chicken lettuce wraps..."

He traced his tongue from her tattoo to her lips, kissing along them gently.

She gripped the sheets and shut her eyes trying to keep her breathing even as she talked. "Um... Crab cakes, chicken wings..."

He flicked his tongue out against her skin, his fingertips tracing the insides of her thighs.

"And... oh... um a coke and a diet coke?" She asked as her breathing started to increase.

He parted her lips with his tongue and she moved one hand to grip his hair tightly. She bit her lip as hard as she could, trying to be quiet as she listened to the guy on the other end.

"Thank you..." She managed to get out before hanging up the phone.

Rufus pulled back and blew air against her skin.

"Oh... Rufus!" She groaned. "I swear I'm going to kill..."

He leaned forward and took her clit in his mouth sucking hard. With that she completely forgot what she was talking about.

"Rufus!" she moaned loudly, her hips lifting off the bed as she dug one of her heels in his ass.

Part: 2

Lily slowly opened her eyes trying to catch her breath. Rufus moved back up her body and smiled against her lips.

"Rufus..." She breathed.

"Yes love?" He interlaced their fingers bringing their hands above her head.

"Thank you..." She sighed relaxed.

"You don't want to kill me?" He grinned.

"I think you redeemed yourself." She grinned back at him.

"Mm good." He rolled to her side.

She rolled on her side and rested her head in her hand and her elbow on the bed; interlacing one of her legs with his.

"How was your meeting?" Rufus asked, turning his head to look at her.

"Good I think," she laughed softly, setting her other hand on his chest.

"You think?" He raised an eyebrow.

"Well I was a little distracted, but I believe everything needed to be discussed was."

"What were you distracted with?" He smiled softly at her, taking her hand in his.

"You." She smiled and leaned down to kiss him, "our lunch date today." She bit his lip.

"Sounds like my morning." He kissed her again.

"Oh does it?" She grinned.

"Yes I thought about you all morning."

"Mm..." She smiled, resting her head on his chest. "What else did you do?"

"I made breakfast for the kids and had a quick conversation with them."

"What did they say?" She tilted her head up to look at him.

"That they are hanging out with your kids after school," he laughed softly.

She laughed, "What is it about our two families?"

"I have no idea but I find it sort of amusing."

"I suppose..." She sighed.

"What's wrong?" He rubbed her hand with his thumb.

"Nothing... it's just the idea of Dan and Serena is still weird for me."

He kissed her. "Everything will work out fine."

"I hope so," she rested her chin on his chest. "What else did you do?"

"Some paperwork at the gallery and I sold a painting. It was a productive morning." He smiled softly.

She smiled. "That's good... what painting was it?"

"The one you returned," he smirked.

She laughed, "Oh I see."

There was a knock at the door.

"I'll get it," she said getting up.

"No, lay back down... I will get it," he sat up.

She stood up and turned to him, "Rufus I'm not ready for this affair to be public yet."

"I can go two ways with that. One, is the guy who brings the room service going to tell? And two, public yet?" He smiled.

She tilted her head and gave him a look. "One, Bart owns this hotel and two we will talk about that after I get the food." She put her robe back on and went to get their food and drinks.

Rufus got up and put his boxers back on. Then when he heard the door close he went in the living area to help her bring in the food.

"Thank you," she kissed him softly, bringing their drinks into the bedroom.

He smiled and brought all their plates of food in, setting them on the bed. Lily sat down on the bed and Rufus sat down on the other side.

Rufus uncovered the trays. "Mm... This looks good," he smiled, reaching for a chip to dip in the spinach artichoke dip.

She smiled and brushed her hand against his as she reached for one. He smiled and kissed her temple before taking a bite. She closed her eyes and smiled as she took a bite.

"Good?" He rubbed her thigh.

"Yes." She took another bite, "I am so hungry." She reached for a chicken wing, getting some of the sauce on her face as she ate it.

He laughed softly. "Lil..."

"Hmm?" She turned to him, with sauce on her lips, nose and chin.

"Come here," he laughed, pulling her face to his. He kissed the spots where the sauce was and flicked his tongue against her skin to get it off.

She giggled. "That tickles Rufus."

He pulled back and looked at her, "much better." He smiled and kissed her before reaching for a crab cake.

She bit her lip looking at him, before eating another chip. When Rufus had finished his crab cake he got one for her, "Try this, it's incredible."

She turned to face him and opened her mouth slightly for him. He put it to her lips and she took a bite, lightly sucking on his fingertips. He moaned softly and bit his lip as she pulled back.

"Mm... Very good." She rested her hand on his thigh and took a bite of a lettuce wrap.

He continued to eat chips and dip as he sat back and watched her.

She rubbed his thigh, "You ok babe?" she looked at him.

"I'm perfect." He smiled and leaned forward to kiss her.

She smiled against his lips as she kissed him, wrapping her arms around his neck. She moved into his lap wrapping her legs around his waist. He let his hand move up her back over her robe and held her tight to him. She tangled her fingers in his hair, before pulling back to rest her forehead against his.

"Are you still hungry?" He looked in her eyes.

"A little." She pulled back and slowly ran her hands up and down his arms feeling the slight bulge of his muscles. She bit her lip, and moaned softly.

"What is it babe?" He kissed down her neck.

"Your arms..." she mumbled as she titled her head back.

He sucked on her skin lightly.

"Rufus... Make love to me." She breathed.

He moved his hands around to her front and untied her robe, letting it fall to the sides. He lightly ran his hands up her sides, moving over her breasts to her shoulders to push her robe all the way off."

"Oh..." she moaned softly closing her eyes.

He weaved his fingers through her hair and pulled her head back a little more. He leaned down and greedily left open-mouthed kisses over her breasts. Her hips thrusted up slightly, as she arched into him. Rufus pulled back and moved his hand under her ass and stood up from the bed. Lily wrapped her legs tighter around his waist as he pushed her back against the wall.

"Mm..." She moaned as she felt him against her.

She moved her hands down his back to his waist below her legs and tried to push his boxers off. He helped her and pushed them completely down before kicking them off. She put one hand on each side of his face and pulled him to kiss her. He deepened the kiss as he wrapped his arms tightly around her, holding her against him.

"Baby..." Lily groaned and looked in his eyes.

He nodded and moved himself in her in one smooth thrust. Lily leaned her back against the wall and moaned loudly. Rufus gripped the underneath of her thighs, holding her up against the wall as he started to make firm, deep thrusts.

"Oh god!" She cried as she gripped his shoulders tightly, pulling him closer.

He pressed himself against her and held her hips tightly, as she started moving them to meet his thrusts. Lily wrapped one arm around his neck and one around his body, digging her nails into his back as her pleasure increased. Rufus nuzzled his nose in her neck as he increased the pace, lightly nipping at her neck.

"Oh...uh...uh...uh... Rufus!" Lily moaned against his shoulder.

She dug one of her heels in his ass, pushing him deeper.

"Lily!" Rufus moaned loudly and turned her head, kissing her lips hard.

She deepened the kiss, moving her hips wildly against his. Rufus could feel her walls tightening around him and moved one hand in between them, rubbing her clit in sync with his thrusts.

"Rufus!" Lily cried against his lips in surprise.

She locked her eyes with his as they moved as one. Rufus felt so connected to her in this moment, it was almost as if time stood still and they were moving in slow motion. He just didn't want it to end, he didn't want to let her go... again.

Lily felt his breath against her lips, his chest pounding against hers and she knew they were both close. She just stared into his eyes, never wanting to look away. She felt safe in his arms, like nothing could touch her. She could do anything and be anything that she wanted. She could be with him.

They both came at the same time, crying each other's names; their eyes never leaving each other's.

"Oh Rufus..." Lily moaned, resting her sweaty forehead against his.

"Babe... you are incredible." He laid her down on the bed, moving to her side after he cleared the food off the bed.

She immediately curled up to him, and pulled the blanket over them.

"I can say the same about you," she smiled up at him.

He brushed his lips against hers, and wrapped his arms around her.

"Can we take a nap?" She bit her lip.

"Of course we can, we can do whatever you want."

She smiled and laid her head down on his chest, her hand resting on his lower stomach. He smiled and kissed the top of her head before closing his eyes. They both fell asleep in each other's arms.

Part: 3

Lily's eyes fluttered open after a sleeping a while. She glanced at the clock it was three forty-five.

"Rufus... honey wake up." Lily kissed his cheek.

"What time is it?" He yawned and sat up.

"Three forty-five."

"Ok... I should probably go. I have to make dinner." He sighed.

"Alright," she sighed and kissed him. "I'm going to go use the restroom.

He nodded and Lily got up and walked into the bathroom. Rufus looked over at her nightstand and saw her magazine. He figured she read it before bed like she used to. Nothing really changed with her; everything was familiar. He took a pad of paper and a pen out of her drawer so he could write her a little note. He stuck it in the magazine where he thought she would finish reading for the night and put everything back. He laid back down just as Lily came back into the room.

"I wish you didn't have to go," she frowned slightly and crawled over to him.

"I know, he pulled her so her back lay against his chest, his arms wrapping around the small of her waist. "What are you doing tomorrow?"

"Meetings, you?"

"I have a few clients coming in. It will be a full day."

"When do I get to see you again?" Lily asked.

"I think Wednesday at the concert." He bit his lip.

"Well that should be enjoyable," she rolled her eyes and sighed.

"It might not be that bad." He kissed the crook of her neck.

"Rufus... It's us and our kids will be there. I'm worried I'll let something slip."

"You will be fine, don't think about it." He rubbed her arm.

"Fine... I'll try." She closed her eyes, leaning her head back against his shoulder.

"Thank you," he nuzzled his nose against her neck. "Mm..." he kissed her skin softly. "I have to go."

"Right..." She sighed and got up, reaching for her robe.

Rufus got up, finding his clothes and putting them on. He reached his hand out to Lily and pulled her to him, kissing her passionately. She moaned against his mouth, falling against his chest as her breathing picked up.

"Mm..." she pulled back to take a breath. "What was that for?"

He shrugged, "I'm going to miss you," he leaned his forehead against hers. "And it's going to be hell not being able to kiss or touch you the next time I see you."

She kissed him again. "We will see about that." She grinned.

He raised an eyebrow. "Lily..."

She pulled away with a grin and walked to the door. He followed her laughing softly.

"Your crazy," he touched her face lightly and gave her one last kiss.

She smiled against his lips, "See you Wednesday." She opened the door.

"Bye Lily," He walked out.

"Bye Rufus," She laughed and closed the door.

Part: 4

A half an hour later Rufus opened the door to the loft and immediately started making dinner. He couldn't stop smiling the whole time, he felt like everything happening was too good to be true.

Lily straightened up and changed back into her regular clothes so that the kids wouldn't notice anything.

Jenny and Dan came home just as Rufus finished making dinner. They talked about their days; Rufus left out the part about Lily of course. After dinner the kids retreated to their rooms leaving Rufus to clean up the kitchen. When he finished, he sat down on the couch and turned on the television.

Part: 5

Later that evening Lily put her nightgown on and climbed into bed. She pulled her reading glasses from the nightstand and sat back before reaching for her magazine. After about an hour she decided she was tired and turned the page so she could book mark where she left off. She saw Rufus's note:

"Goodnight sweetheart. Sweet dreams."

He knew her so well she thought, shaking her head as a tear rolled down. She quickly wiped it away. "God, why was she crying?" she thought. She laughed at herself and reached for her phone.

Rufus heard his phone ring as he got into bed and smiled when he saw who it was.

"Hi... Miss me already?" Rufus asked.

"Yes..." She laughed. "Rufus..."

"What?" He grinned knowing she saw the note.

"You... thank you, you're too sweet and you know me too well." She traced his writing with her fingertips.

"Is that a bad thing?" He asked.

"No..." She swallowed hard. "Its not at all." She said softly as she thought about how he was with her, how well he knew her. Knew her like no one else did. He was the only one who seemed to care enough to pay attention.

He smiled softly, "Good."

"Well um... that's all I really wanted to say." Lily shook her head out of her thoughts.

"Ok Lil... goodnight." He laughed softly.

"Goodnight Rufus." She hung up the phone and set her magazine back on the nightstand before lying down; quickly falling asleep.


	5. Chapter 5: Fifteen Years Ago

**Author's notes: In this chapter they shortly bring up and affair they had fifteen years ago. The back-story will be the last chapter of my Lily's Four tattoos story, Which I have not written yet haha. But I will soon hopefully.**

An Affair To Remember

Chapter 5: Fifteen Years Ago

Part: 1

It was Tuesday morning and Lily woke up in a good mood. She lay in bed for a while thinking about the day before with a smile on her face. She turned over on her side and looked at the magazine on her nightstand; she bit her lip and reached for his note. He was always so good to her she thought as she traced her index finger around the letters. She heard the kids fumbling around getting ready and decided to get up. She put the note in her nightstand drawer and walked into her closet, sliding on her robe before she left her room to go see the kids.

"Hi mom," Serena said quickly as she fumbled through boxes trying to find a jacket.

"Good morning, where is your brother?"

"I'm here," Eric said as he walked out of his room, dressed and ready to go.

Lily wrapped her arms around him, giving him a tight hug. She kissed the top of his head and pulled back.

"Good morning darling."

Eric smiled, and wondered why his mom had been so happy in the past few days.

"So I was thinking... maybe tonight the three of us could do dinner." Lily said looking around at her kids.

"That sounds great to me," Eric said.

"Um..." Serena thought if she was doing anything, "Yeah I think that's fine."

"Great!" Lily put her hands together and heard a knock at the door; it was her morning coffee.

She turned around and started walking.

"Wait." Serena turned towards her mother. "Does this mean you're seeing someone new?"

Lily closed her eyes and took a deep breath for a moment before turning around.

"No I'm not seeing anyone," she tried to say it as convincingly as possible.

"Ok..." Serena wasn't sure if she was telling the truth or not but didn't have time to figure it out. "Bye mom." Serena said before quickly walking out the door as Lily opened it.

"Bye," Lily sighed.

Lily took her coffee and headed to the couch as Eric came up and hugged her.

"Bye mom," he pulled back. "I'll see you tonight." He smiled and turned to leave.

"Bye darling," she bit her lip and smiled, sitting down on the couch.

Part: 2

Rufus had a normal morning; he got up, got dressed, made breakfast for him and the kids and headed to the art gallery. He opened the door and turned off the alarm before heading back to his office. He set down his coffee and keys then sat down at his desk. He looked through some papers for his clients coming in that day. A while later he heard some people walk in; and went out to greet his first client.

Lily finally got dressed and ready to go for her meetings. She haled a cab and headed to her first meeting for the Junior League to discuss a fundraiser. When she got in the cab she told the driver where to go and sat back in her seat taking a deep breath. She pulled out her phone and sent a text to Rufus.

Text: Good morning honey. How is work treating you?

Rufus had just finished with his first client of the day before he received Lily's text. He smiled and responded.

Text: Good morning to you too :) Work is good, just sold a couple of pieces. How is yours?

Lily was happy work was going well, she didn't know how he did it. Never knowing how much money he would make each month.

Text: Oh that's great! My morning has been ok. I'm on my way to my first meeting for the day.

Text: What is it for?

Text: Deciding which fundraiser the Junior League will be throwing an event for this month.

Text: Well call me if you get a chance today. I miss you already :(

Lily paid the driver and got out of the cab.

Text: I miss you too, I have to go now, but I will call you when I'm done.

Rufus smiled and put his phone in his pocket.

Part: 3

At the art gallery, the pieces from the new artist Rufus found were being delivered. Rufus talked to the artist, Cynthia, for a while as he moved all the pieces to the back room until he figured out where he wanted to place them.

Lily left her meeting and called The Plaza Hotel to order her lunch before she called Rufus, getting in a cab.

Cynthia left and Rufus felt his phone go off, he answered quickly after seeing the caller I.D.

"Hi Lil."

"Hi, I just got out of my meeting."

"How did it go?"

"Good, we decided on The Shopping Benefit."

Rufus laughed. "The what?"

Lily rolled her eyes, "It's a one day event at Bloomingdales. It's 10 dollars to get in along with any donations you want to make. The shoppers get a 10-15 percent discount on everything. All the proceeds will go to The National Breast Cancer Foundation."

"Oh well that's a lot different then I thought." Rufus laughed, "That's sounds nice. What are you doing now, do you have time for lunch?"

She sighed. "I wish I did but I have to just quickly pick something up now and head over to my meeting with the decorator."

"Ok another time then," He couldn't hide his disappointment.

"I'm sorry honey, I wish I could." She paid the driver and got out of the cab.

"I know it's fine." Rufus picked up his keys.

Lily walked into the plaza and walked into the bar to pick up her food.

"Hold on a second Rufus."

"Ok," Rufus locked up the art gallery and started walking to the loft.

"Hi, I'm Lily Van der Woodsen. I called in a Waldorf Salad to go."

"Yes, here you are Ms. Van der Woodsen." The bartender said and handed her a bag.

"Thank you, can I also get an ice water please."

"Of course." He got it for her in a plastic cup and lid with a straw. "Here you go Ms."

"Thank you," she smiled and turned around to leave. "Ok I'm back Rufus."

He opened the door to the loft, "Do I need to go so you can eat?"

"No I'll just eat it when I get there. I'll have a few minutes before she comes."

"Good," he smiled as he set down his keys on the counter.

"What are you doing?" She asked as she got back in the cab.

"Just making myself a sandwich," he opened the fridge and pulled the things out that he needed for a turkey and avocado sandwich.

"Yummy," she smiled. "Anything new happen at work while I was in my meeting?"

"The artist I was telling you about delivered her pieces, we talked for a while."

"Oh that's good, I'll come by and see them this week." She smiled.

"When?" He smiled.

"Mm... I'll surprise you," she smirked.

"Keeping me on my toes again?" he grinned.

"Maybe..." She started thinking about what she was going to do.

"Well just make sure to do it when are kids are at school," he finished making his sandwich and got himself a glass of ice water.

"Right..." She pressed her lips together and nodded.

"Are you ok? I thought you didn't want them to know yet." He sat down at the counter and started eating.

"I don't, I mean... I don't know." She sighed.

"It's fine Lil. It hasn't even been a week. Lets not take things too seriously right now; we deserve to have a little fun. It's been almost twenty years."

"Well it has actually been fift..."

He interrupted her. "I don't think we should talk about that. I don't want the kids to know."

"I didn't mean... I'm sorry." She shook her head. "I shouldn't have brought it up." She got out of the cab and headed into the building, getting in the elevator.

"No it's fine, I just." He sighed. "I'm sorry. It's not that I regret it exactly... I just still feel horrible for doing that to Alison. She didn't deserve that and... and I don't want my kids to know that I did that to her."

The elevator opened and she walked inside, setting her things down on the counter. "Oh... well I wouldn't tell them Rufus. This conversation is between us. Besides it only happened once. Everyone makes mistakes apparently," She said the last part quietly, "and Alison isn't one to judge anymore. I'm sure your kids would understand if they ever did find out." Lily didn't know if she understood how he felt or if she was hurt that it wasn't as meaningful to him as it had been to her; she assumed a little of both.

"Lily..."

"What Rufus?" a tear came to her eye.

She brought her salad to the couch and set the ice water on the table in front of her.

"Please don't be upset," he sighed.

"Why do you think I'm upset?" She unconsciously crossed her right arm over her body and rubbed her thumb over her shirt where her Rosewood tattoo was.

"I can hear it in your voice Lil."

"It's nothing I'm fine." She realized what she was doing and moved her hand to her forehead and closed her eyes, sighing.

"Lily please don't shut me out again."

"I'm... I'm not."

"Yes you are."

"Rufus I have to go, I'll talk to you later."

"Lily..." He sighed. "How long is your meeting?"

"I...I don't know, an hour and a half or so."

"Call me when you're done? I don't want to end the day like this." He sighed.

"I have to go to therapy with Eric," She closed her eyes. "Bye Rufus, I'll see you tomorrow." She hung up the phone and covered her face with her hands.

"Lily? Lily..." He realized she hung up. "Fuck."

She pushed her food away and started to cry. She didn't know why she was so upset. She understood what they did was wrong, she just thought because it was them it was different. She didn't realize he had felt so bad about it or that he may have even regretted it. She thought when he said he still loved her all those years ago that he meant it. God was she stupid she thought. She heard the elevator doors open and wiped the tears from her eyes quickly and stood up, turning around to the decorator.

"Hi Marilyn," Lily forced a smile and held out her hand.

"Hi Lily." Marilyn shook her hand. "Should we get started?"

Lily nodded.

Part: 4

It had been an hour and Rufus had returned to the art gallery, he couldn't seem to concentrate though. He picked up the phone and called his next client to reschedule for tomorrow. When the appointment had been made he picked up his jacket and keys, locking the door behind him.

Lily had just said goodbye to Marilyn and turned back around to go throw away her food when she heard the elevator.

She turned back around, "Did you forget some... oh." She saw Rufus.

"Hi." He walked towards her.

"Rufus what are you doing here? I told you I had to go somewhere after this." She walked over to the couch to gather up her things.

"The kids get out at three and it's two right now. I know you have time."

She sighed and turned back around to him. "Then what do you want?"

"I want to talk about why you are upset." He sat down on the couch.

She bit her lip and looked up at the ceiling before reluctantly sitting down next to him.

"Honestly I feel silly and I don't want to talk about it."

"How are things going to be different from when we were younger if you don't talk to me?"

"I don't know?" She sat back against the couch. "Maybe we shouldn't be doing this."

"Shouldn't being doing what?"

She stood up. "This... us."

He looked up at her shocked. "You don't want to be with me?"

"I um..." She swallowed hard, her eyes starting to water.

He stood up and looked her in the eyes. "Lily..."

"I'm scared. I... I don't want to get hurt."

"And why would you get hurt?"

"Well last time obviously meant a whole lot more to me than it did to you and..." She started crying again, "What if she comes back, are you going to choose her over me?"

"What? Last time meant a lot to me... I'm sorry if I made you feel differently, I just feel guilty for hurting her."

She looked him in the eyes. He stepped forward and wiped the tears out of her eyes before pulling her face to his with both hands, kissing her fiercely. A moan escaped her, her hands wrapping tightly around his neck as they fell back against the couch.

He pulled back, "Lil?"

She opened her eyes and looked at him, "What?"

"I'm never letting you go again, so you don't get to use that as an excuse to push me away. Ok?"

She nodded as a tear ran down her cheek. "Ok." She said softly as she pulled his face back to hers and kissed him passionately.

His hands slowly traveled up her sides, inching her shirt up. She wrapped one leg around his waist and lifted her arms up for him to take her shirt off. He pulled up her shirt his fingertips brushing against her smooth skin as he pulled it over her head. She moved her hands under the back of his shirt, lightly touching his skin up and down his back before pulling his shirt up and over his head. She unbuckled his belt as he unbuttoned her jeans and they both pushed each others pants down as quickly as they could, kicking them the rest of the way off. Rufus moved his hands under her to unclasp her bra; he pulled it off and tossed it on the ground before pulling back slightly to look at her. She moved her hands into the back of his boxers, squeezing his ass firmly before sliding them down his hips. She used her feet to get them the rest of the way off. He smiled against her lips and pulled her underwear down and off. She wiped her eyes and laughed softly at herself.

"Close your eyes," He said softly.

She did as he said and closed her eyes. Rufus leaned in and kissed both of her eyelids.

"No more crying." He kissed around the rest of her face.

"They were good tears," she opened her eyes and smiled at him.

He leaned his forehead against hers and looked in her eyes, brushing his thumb against her lips before he leaned in and kissed her again. She wrapped her leg back around his waist and trailed her hand down his back as he entered her in one smooth thrust.

Part: 5

Lily lay in Rufus's arms; their legs intertwined. Rufus pulled a blanket off the back of the couch to put on top of them. Lily ran her hand up and down his chest lightly with her face nuzzled in his neck.

"What time do you have to be at therapy?" Rufus asked lily as he traced his index finger along her arm.

"Three- thirty." She turned her head to look at the clock, "I need to leave in a little less than a half an hour."

He nodded, "Ok."

She looked him in the eyes, "hold me until I have to go?"

Rufus smiled softly, "Of course."

Rufus nuzzled his nose against hers gently. Lily giggled and rested her head on Rufus's chest. She closed her eyes and relaxed as she listened to his heartbeat. Rufus trailed his fingers up and down her side, feeling how her body reacted to the light touch of his fingertips. Lily shivered slightly and wrapped her arms tightly around his chest. They lay there for a while just content in each other's arms.

After fifteen minutes had passed Lily kissed Rufus's chest softly before looking up at him.

"Do you need to go?" He asked.

She nodded, "In a few minutes."

Lily moved so she was on top of him, placing one elbow on each side of his head. She brushed some hair out of his face before she leaned down to kiss him. Rufus deepened the kiss; letting his hands caress her lower back. Lily moaned softly against his lips and pulled back after a few minutes breathless.

"I think I should go before this leads to more." Lily laughed softly.

"That's probably a good idea," he leaned up and kissed her neck softly.

Lily closed her eyes and bit her lip. Rufus sucked on her skin softly, weaving his hand through her hair.

"Baby... I um... oh... I have to go," she breathed, her hands playing with his hair on the back of his head.

"Right..." He pulled back and kissed her slowly before sitting up.

Lily got off of him and started putting her clothes back on. Rufus got up and did the same, he finished first and picked up her food and drink and took it to the kitchen throwing it in the trash.

"Thank you honey," Lily said as she walked into the bathroom to make sure her hair and make up was ok.

Rufus walked over to the couch and folded the blanket putting it back on the couch when he heard Lily.

"Rufus!" Lily screamed.

"What? What is it?" He walked into the bathroom looking at her.

"Look," she pointed to her neck, "Look what you did. Now my kids are going to know I'm seeing someone!"

"You can hardly see it Lil," he turned her neck so he could look at it in the light. "I would have never noticed that. Just put some makeup on it or something."

She rolled her eyes and sighed. "Can you go get my purse on the counter?"

He nodded and went in the kitchen to get her purse for her. He came back a minute later and handed it to her.

"Thank you," she took out her makeup and started to cover the mark.

After a few minutes she turned to him, "Can you see it?"

"No, It's fine." He kissed her. "Come on, let's go. I don't want you to be late."

"Ok," She nodded and took his hand and put her bag over her shoulder before walking out of the bathroom.

They got into the elevator and she turned to him, wrapping her arms around his neck. He smiled and wrapped his arms around her waist. She smiled against his lips and kissed him sweetly on the mouth.

"I'll see you tomorrow." Lily said.

"Mmhmm..." Rufus mumbled against her lips.

"Be on your best behavior." She pulled back and gave him a look.

He rolled his eyes, "I'll do my best."

"Good." She kissed him quickly before the elevator doors opened.

They both dropped their arms and walked out of the building. Rufus opened the cab door for Lily.

"Bye Lily," He smiled at her as she got in.

"Goodbye Rufus," She grinned at him as he closed the door.

Part: 6

Lily, Serena and Eric arrived at their hotel room after their therapy session at the Ostroff Center. They each went their separate ways to their rooms to freshen up before they went to dinner.

Lily closed her door behind her and went in her closet to change her clothes. She pulled out a pair of J brand dark wash skinny jeans, black suede delicate Christian Louboutins, and a black form fitting long sleeve turtleneck. She felt like a damn teenager again, hiding a hickey from her mother. She shook her head and changed her clothes. After she changed she went in the bathroom, makeup bag in hand and looked at herself in the mirror. She reached for her Yves Saint Laurent 'Pure Redcurrant' lip-gloss, opened it and lightly ran the tip along her lips. She pressed her lips together and rubbed them together softly as she put the lip-gloss in her makeup bag. She lightly brushed through her hair and sprayed it with hair spray quickly. She retouched her mascara with her Yves Saint Laurent 'Noir Radical' Luxurious mascara before putting that in her makeup bag as well. She grabbed her makeup bag and put it in her black Birkin. She walked in her closet and grabbed her khaki Burberry Trench and her Birkin from the bed before walking out into the living area.

Eric had just walked out of his room dressed and ready to go.

"Is your sister still getting dressed?" Lily asked.

"I think so." Eric replied.

"No I'm here, I'm ready." Serena said as she quickly walked into the room with a smile on her face. She brushed some hair out of her eyes and looked at her mom. "Ready?"

Lily smiled and nodded heading for the door.

Part: 7

They walked into Accedemia di Vino and Lily confirmed their reservation. The hostess seated them immediately at a table in the back. Lily and Serena both set their purses in the chair between them. Lily picked up the wine menu and scanned through it before she looked back up at the kids.

"So... what is this impromptu dinner all about?" Serena asked.

"I can't just have a meal with my kids?"

"Well... it's not that you can't, I'm just not used to you being around. I'm sorry if that's harsh." Serena said honestly.

"I guess I have just done some thinking since... since Eric's accident," she swallowed hard. It was still hard for her to think about her baby feeling so alone because of her that he was willing to take his life. "And I realized what is important," she rubbed her thumb over Eric's hand, "and I have just felt..." She paused. "More myself lately."

"Were you not yourself the last sixteen years of my life?" Serena asked.

"I um... no not... not really." Lily looked down and took a deep breath.

"So who are you?" Serena sat back in her seat slightly amused.

Lily nervously tapped her leg and saw the waiter coming towards their table. She sighed in relief.

"Good evening, my name is Jason. I will be your waiter this evening. Can I get you all started with something to drink?"

"Yes." Lily spoke first. "Can I get a glass of your 2004 Cabernet Sauvignon?"

"Of course, and you Ms.?" He asked Serena.

"Just a water with lemon please."

"And you Sir?" He asked Eric.

"I'll just have a coke."

"Ok I'll be back shortly with your drinks."

"Thank you." Lily said as he left.

Lily reached in the breadbasket and took out a roll. She sliced it opened and started to spread butter on it when Serena brought up the conversation again.

"Are you going to answer my question?" Serena leaned forward, resting her elbow on the table.

Eric sat back in his seat watching the two of them.

Lily looked up at Serena, "You wouldn't understand Serena."

"And why do you think that?"

Lily sighed and took a bite of her bread not knowing what to say.

"I just do."

"That's not an answer."

"You don't know who I was before I was your mother, before I was Mrs. Van der Woodsen."

"What's that suppose to mean?" Serena asked curious.

"I... I don't know what I mean. Can we just talk about this another time? I just want to have a nice meal with my kids. " She shook her head, mad at herself for letting things slip.

Their waiter brought over their drinks. Lily reached for her glass and took a generous sip of her wine.

"Fine." Serena picked up her menu.

The three of them sat in silence looking over the menu for the next few minutes. The waiter came back over.

"Are you ready to order? Or do you need a few more minutes?" Jason asked.

"Are you both ready?" Lily asked.

The kids nodded.

"Ok I would like the Whole Wheat Penne, Cauliflower, Green Olives, Anchovy & Bread Crumbs please."

"Ok, Ms.?" He turned to Serena.

"I'll have the Spaghetti Pomodoro e Basilico please."

"And Sir. What would you like?"

"The Roasted & Marinated Half Chicken."

"Ok do you need anything else?"

"I think we're good." Lily said.

"Ok just let me know if you need anything," with that he turned around and left.

"So how was school today?" Lily took another sip of her wine.

"Boring." Eric torn off a piece of his roll and ate it.

"Serena?"

"It was ok, Dan and I had a lunch date." She smiled and took a sip of her drink.

"You really like him don't you?" Lily asked.

Serena smiled big and nodded. "He's just so different from everyone on the Upper East Side. I don't know how to explain it. He's just so... so..."

"Real." Lily said.

"Exactly." Serena said excitedly.

"Hmm..." Lily nodded and took a gulp of her wine.

"How about your day mom?" Eric asked.

"It was..." She thought back to Rufus, "It was good. I um had a meeting with the Junior League and with Marilyn. I think we should be able to move back in soon." She smiled.

"Oh that's great, because living out of boxes is extremely annoying." Serena stated.

"You aren't used to it?" Eric joked. "We have done it how many times now?" He grinned at his mom.

"Oh hush," she laughed. "We have a nice home."

"Yeah, when we get to live there." Serena laughed.

Lily laughed and rolled her eyes.

Part: 8

They ate and talked for another hour before going home. Eric went to his room to finish up some homework and Serena went over to Blair's. Lily curled up on the couch with a glass of her favorite Sonoma cabernet and a Nicholas Sparks book. She read for a couple hours before she decided to go to bed. She walked in her closet and took her clothes off, putting them in the hamper. She took a black La Perla nightgown off the hanger and slid it on as she walked into the bathroom to wash her face. She washed all the makeup off her face and brushed her teeth before crawling into bed. She reached for her phone.

Text: Goodnight and sweet dreams honey.

Rufus drank the last of his scotch and set the glass in the sink as he pulled out his phone. He smiled as he read the text.

Text: Goodnight Love. See you tomorrow. Sweet dreams.

Lily smiled and set her phone on the nightstand before she turned over and fell asleep.


	6. Chapter 6: Talk to Me Baby

**Author's notes: The first day I uploaded chapter 5 word didn't save my changes and it posted the wrong version. So if you read it the first day you may want to go back and read it again because I made a lot of changes. I haven't written fan fiction in a while or anything for that matter so this isn't exactly my best work but hope you enjoy. Rated M.**

An Affair To Remember

Chapter 6: Talk to Me Baby

Lily woke up Wednesday morning and rolled over to face the window. She started thinking about her day and grew excited when she thought about going shopping for the outfit she would be wearing that evening. She wanted something that would tempt Rufus, but also something appropriate for the event. She got up and went into the bathroom. She turned on the water and slipped out of her nightgown, moving under the hot water.

Rufus woke up and slowly got out of bed, going into the bathroom to take a shower. He took his clothes off and turned on the water. He looked in the mirror waiting for the water to warm up and thought about the day before. It was so rare for Lily to be so vulnerable anymore. When they were younger she was full of emotions and always let him know how and what she was feeling. However towards the end of their relationship and up until yesterday she slowly closed that part off to everyone including him. He was happy she was finally letting her guard down with him and showing her old self again. He missed that. He got in the shower and let the hot water pour over him.

They both got dressed and ready for the day, curious to see how things turned out that evening.

Lily walked into Saks determined to find the perfect outfit. She went up the escalator towards the second floor where the women's clothing started. She moved from one designer to the next in search for the perfect dress. Pulling things off the racks to try on; she handed them to the sales associate that started a room for her. When she was done looking through all the dresses on every floor she went to the dressing room.

The first dress Lily tried on was DVF Honour Babydoll Dress. It was black and sleeveless with a pleated waist. Lily looked in the mirror and turned to look at the V-neck back and zipper. She sighed and turned back around. "This is boring," she thought. She took off the dress and hung it back up reaching for the next one. She went through dress after dress not satisfied with any of them until she pulled the Alice + Olivia Tessa Tie Shoulder Dress. The dress was white and only had one shoulder; where it tied together. It cinched at the waist and had a drape skirt; that hit her mid thigh. She smiled when she put it on and turned around to see the back, biting her lip as she thought about Rufus seeing her in this dress. She knew it would drive him crazy. Lily hung the dress back on the hanger and got dressed before putting her purse over her shoulder. She walked out of the fitting room dress in hand and headed downstairs to the shoe department.

She skimmed through the shoes, looking for something simple; black. She wanted something that extenuated her legs but wasn't too over the top. Her eyes landed on a pair of black Louboutin Very Prive Platform Pumps. She asked to try them on in her size and sat down and waited. The sales associate came back with the shoes and Lily tried them on; sliding one on each foot. She stood up and walked over to the mirror, smiling as she pictured them with the dress.

"Perfect." She said to herself. She loved buying new shoes; it always made her happy.

When she was finished she went over to the purses looking for a clutch. She found two; a Marc Jacobs Quilting Large Eugenie Clutch and an Yves Saint Laurent Large Leather Clutch. She held both up to the shoes and decided the Marc Jacobs went well with the shoes.

She then made her way to the lingerie section of the store; she knew this section by heart. She found the La Perla bras and underwear and looked for a strapless bra in white. She saw the Update Strapless Bra and found her size. She held it under her dress to see if it would work. It did and she continued on with her search for underwear. She looked at a few different ones. She wanted them to be sexy in case Rufus were to see them. She knew he preferred boy short underwear on her but didn't think they would work because the dress was tight on her butt. She decided on a white lacey thong.

When she was done she went to the register and paid for the items. She took the bags and walked out of the store; getting into a taxi.

Rufus was at the gallery; he had been doing paperwork all morning. He was starting to get antsy after lunch and decided to hang all the new pieces he received yesterday from Cynthia. He didn't know when Lily was going to show up for a surprise visit but wanted to be prepared for when that happened. He took down the pieces from the front showroom and moved them into the showroom in the back so they were still displayed. It took him a little while to figure out how to hang all of them with the pieces already back there. When he was done he came back to the front showroom and figured out how he wanted those hung. He suddenly felt his phone vibrate in his pocket and took it out to read the text.

Text: Can't wait to see you tonight :)

Rufus smiled.

Text: Can't wait to see you too honey.

Text: I think you are really going to like what I'm wearing.

She smirked as she sent the text.

Text: Are you going to torture me because I can't do anything about it in front of our kids?

Text: I have no idea what you are talking about Rufus.

Text: You know it's not my idea for them not to know.

Text: Rufus, behave.

Text: You're playing with fire babe.

Text: I'll see you tonight Rufus.

Lily put her phone in her pocket and got out of the taxi, walking into the hotel. She made her way up to her room and sat her bags down on her bed. She walked over to her nightstand and turned her ipod on. She put her Lincoln hawk playlist on shuffle and walked back over to hang up her dress. She smiled to herself when "Track Me Down" started to play. He wrote this song after they broke up but she knew it was about her. He put little things in the song that were only meant for her to understand. She laid out her new bra, underwear and clutch on her bed and opened the shoebox setting it next to them.

She turned around and paced the room trying to decide what to do. She looked at her watch, and decided to grab lunch before heading over to Bliss.

Rufus had finished everything he needed to at the gallery and decided to head home to make a special dinner for Jenny. Tonight was her big night and he wanted to make sure she knew that. He didn't want her to think that just because her mother didn't find it important enough to go to that it wasn't a special thing. He loved being a father but sometimes it was hard when the other parent didn't do their part.

Lily finished lunch and headed over to Bliss. She couldn't stop smiling; she was having a really good day. She wanted to get a manicure and pedicure for tonight. She decided on red knowing it was Rufus's favorite.

Rufus finished making dinner and went in to check on Jenny. He knocked on the door.

"Come in," Jenny said.

Rufus pushed open her door and saw Jenny standing in front of the mirror. She looked so beautiful and grown up.

"Hi sweetie. You look beautiful." He walked towards her.

"Thanks dad." She smiled softly.

"I made a special dinner for you." He smiled.

"I can smell it." She laughed softly and turned around to face him. "I know you are just trying to make up for the fact that mom isn't here. I appreciate it."

"I'm always going to be here for you Jenny." He pulled her into a hug.

"I know dad." She smiled and wrapped her arms around him.

"I love you."

"I love you too."

After Bliss Lily headed home to get ready. She headed into her closet. Stripping off all her clothes, she put them in the hamper. She grabbed her robe as she walked out of the closet; tossing it on the bed. She walked into the bathroom and took out her lotion. She put it all over her body and then walked back into the bedroom. She picked up her new bra and put it on, along with the new underwear. Then slide her robe on, returning to the bathroom to do her hair and make-up.

After dinner Rufus cleaned the kitchen and put the leftovers in the fridge before going to his room to get dressed. He wasn't used to getting dressed for these kinds of events and he wanted to impress Lily. He had Jenny rent him a nice suit so he would fit the part. He left some scruff on his face to keep some of himself in the look. He also knew how much Lily loved it.

Lily finished her hair and make-up. Her hair was down and slightly messy. Her eye make-up was simple with mascara, but she had a bold red lip. She went into her bedroom and slipped on her dress and shoes before moving the things she needed from her Birkin to her clutch.

Rufus put his cologne on and walked out to see if Dan was ready. They both put on their coats and left for the school.

Lily put her black double-breasted wool Burberry trench coat on and left her room to see if Eric and Serena were ready. A few minutes later they left for school.

Rufus and Dan arrived at the Constance/ St. Jude's Concert Hall; they walked inside.

"Serena and her family are coming so we need enough seats for five people. Ok?" Dan asked Rufus.

Rufus smiled to himself. "Yeah I think we can manage that."

Row five on the left side was empty so Dan and Rufus each sat on one end of the row to save the seats in the middle. A few minutes later Rufus heard a laugh that he could recognize anywhere. He bit his lip and turned around to see her. She looked absolutely drop dead gorgeous he thought. He looked over her body a few times taking it all in before looking back to her smiling face. She was laughing with another women who was standing at the door. Lily turned her head and they caught each other's eyes. She didn't expect him to be looking at her, her breath got caught in her throat for a second and then she gave him a small grin. He was still biting his lip as he shook his head a little at her. She decided to play dirty he thought. Dan slid over next to him then Serena sat down, then Lily and Eric.

"Dad this is Ms. Van der Woodsen," Dan started to introduce the two.

"Hi." Rufus leaned forward and smiled at her. He extended his hand out, "I'm Rufus."

She shook his hand, tingles surging through her body. "Hi Rufus, you can just call me Lily."

"I'm not really sure we know each other well enough for that yet."

There was a pause and Lily gave him a look.

"I'm just kidding." He laughed and let go of Lily's hand, giving her a little grin.

"Sorry about my dad Lily... he's a little different from the rest." Dan stated.

"So I've noticed," Lily smiled and turned back to face the front.

Just then Headmistress Queller came out to introduce the performers. Rufus pulled out his phone and texted Lily.

Text: You are playing very dirty love. Do you really expect me not to do something about the way you look before we leave? ;)

Lily bit the inside of her lip as she read the text.

Text: Men who don't behave don't get rewarded Rufus.

Text: What kind of reward?

Text: I'm going to leave it to your imagination love. Just behave.

Rufus sighed and put his phone down. He watched Jenny sing trying to get his mind off Lily. He kept picturing them in so many scenarios that he shouldn't be thinking of with their kids sitting in between them. He was so into his thoughts he didn't notice that Lily left. He saw the light from his phone go off and looked down to read the text.

Text: Meet me in the bathroom.

Rufus stood up quickly and tried to move down the row quietly but he was so excited he failed. Dan, Serena and Eric all gave him weird looks. "Sorry," he mouthed. Once he was out of sight he practically ran to the bathroom. He slowly opened the women's bathroom door. All of a sudden Lily pulled him in and closed the door by pushing him up against it.

"Well hello to you to." Rufus laughed.

Lily giggled and locked the door. Rufus moved his hands to her hips gripping them tightly as he walked her backwards towards the bathroom counter. Lily had her arms around his neck.

"You look handsome," She looked him over. "Are you going to kiss me?" She smirked.

Rufus leaned down and kissed her with a passion Lily wasn't fully expecting. Her mouth parted and his tongue searched for hers. It was cold at first but after a minute they were both heated up. Rufus wanted her then and there. His hands moved down to her ass, squeezing it tightly. Lily pulled back out of breath.

"Rufus..." She sighed.

"Yes?" He said as his lips moved along her neck.

"Can we do this here?" She questioned.

He lifted up her dress to her waist, revealing her panties. He looked down and bit his lip and he took off his jacket, placing it on the counter before putting her on top of it.

"Rufus?"

He looked up at her. "Why wouldn't we be able to?"

He moved in between her legs and kissed her sweetly.

"I don't think we have enough time..." She kissed him and moved her hands to his pants undoing them, pushing them down along with his boxers.

"Then why are you taking my pants off?" He whispered in her ear.

"Because I want to try." She smirked and kissed his neck softly, her hands moving to his ass. "Mm..."

"You and my..."

Just then someone tried to open the door. "Hello? Is someone in there? I really need to use the restroom."

"Fuck," Rufus said under his breath.

Lily couldn't help but laugh. She hopped off the counter and pulled down her dress before looking in the mirror, fixing herself.

"Go hide in the stall," she threw his jacket at him and pointed to the stall behind him.

Rufus gave her a look before turning around and locking himself in the stall. Lily unlocked and opened the door.

"Oh hi Eleanor." She faked a smile. "The door must be jammed." She tried to laugh it off.

"Mmhmm..." Eleanor looked passed Lily and saw men's shoes under the stall. "You have some lipstick right here," Eleanor pointed.

Lily sighed and turned back around to fix her make-up. Then left.

"Bye Eleanor."

"Bye Lily... your secret it safe with me." She gave her a knowing look.

Lily pressed her lips together and left the room. Rufus took that as a sign that she knew and decided to get dressed, he wouldn't worry about making noise. He left the bathroom in a hurry, leaving before Eleanor.

The concert was over and he went looking for Dan.

"Hey dad." Dan came up to him. "Did you have some bathroom problems?" He laughed slightly.

"Yeah something like that," he faked a smile.

"You ready to go? Jen's going out with some friends and told me that we can leave without her."

"Yeah...that sounds fine." He wasn't really paying attention to what he was saying as he was scanning the room for Lily. "Um... Do you want to say bye to Serena before we leave?"

"They already left."

"Oh..." He was disappointed. "They left?"

Dan looked at him with a raised eyebrow. "Is that a problem?"

"No... I just wanted to say goodbye is all... lets go home."

Lily got in the limo disappointed and pulled out her phone.

Text: Sorry my love. Call me when you get home.

Rufus was getting into a taxi when he got the text. He sighed.

Text: I'll be home in half an hour.

"Who are you texting?" Dan asked.

"Oh um... I just told your sister not to get home too late."

"Oh..." Dan nodded and turned to look out the window.

Rufus and Dan arrived at home and each went their separate ways to their rooms. Rufus pulled out his phone as soon as the door closed and called Lily.

"Hi darling." She answered as she sat down on her bed.

"Hi." He sighed.

"I'm sorry I left so fast."

"It's fine. It's not like we would have been able to talk about anything anyways with everyone around."

"I know..." She looked down at her hands.

"Lil..."

"Hmm?"

"I want to see you. Now." Rufus didn't hesitate.

"Rufus we can't." She sighed and shook her head.

"Why? I want to be with you. Why is that so hard to achieve?"

"What... what if we compromise?" She tilted her head.

"Compromise how?" He raised his eyebrow, intrigued.

"What if... we... you know... on the phone?" Lily bit her lip.

Rufus started to laugh. "No Lily I don't know. Why don't you explain for me." He teased her.

"Rufus." She stated.

"Lily."

"You really don't know?"

"Babe if you can't explain what "you know" means. How are we supposed to do that? Cause the rest will be a lot harder to say."

"Good point." She sighed. "Fine," She rolled her eyes. "Can we compromise with phone... sex?"

He laughed. "Are you sure you want to?"

"Yes... do you want to?" She started to become embarrassed thinking he didn't want to.

"You know I would love to baby." He smiled.

She let out a deep breath, relieved. "Ok, um... I haven't done this since we were together the first time so can you start?"

"Are you wearing what you wore tonight still?"

"Yes."

"Take the dress off."

She smirked. "Getting right down to business are we?"

"You know how I hate to waste time babe."

She laughed. "Then I want you to take off your jacket and shirt."

"Your wish is my desire." He smirked. "Is it off yet?"

"Yes." She rolled her eyes.

"Are your shoes still on?"

"No."

"Pull the covers down and lay down baby."

She pulled the covers down. "I want your shoes, socks and pants off by the time I lay down."

He laughed and quickly took them all off and got under the covers.

"I'm done."

"Good... Now what?" She laughed as she got in bed. "Rufus... I'm horrible at this."

"Baby you are better than you think." He looked down at his growing erection. "Mm..."

"What are you thinking about?" She asked curious. "Tell me... everything."

"I'm thinking about you in that white lacey thong." He pushed his boxers down past his hips.

"Continue." She said swallowing hard, he fingertips lightly touching her skin on her upper thigh.

"Well I can't stop thinking about your round... perfect ass." He smiled. "I caught a glimpse of it in the mirror before I set you down on the counter and..."

"And what baby?" She put her feet flat on the bed, moving her fingertips to the inside of her thigh.

"Take your bra off. I want you to touch your breasts for me."

"Continue your story." Lily unhooked her bra.

"I just wanted to..." He bit his lip.

"You can tell me Rufus. I'm not going to get mad." She started to circle her index finger around her nipples. "Oh... mm..." She moaned softly.

"Oh god lil..." He was so hard.

"Stoke yourself babe... Loosely." She instructed.

He did as she said and started to speak where he left off. "I wanted to... turn you around...bend you over the counter to fu... fuck you from behind."

She smirked. "Who knew this would end up being harder for you then me."

He laughed softly, "You would be ok with that?"

"I believe we did that position many times in our day." She laughed. "Along with many more."

"I know, it was just so long ago."

"I haven't changed that much Rufus."

"I know, I know it's just. I don't know." He sighed.

"Rufus?"

"Yes love?"

"I need more."

"Rub your clit Lil."

Lily trailed her fingertips from her breasts, down her stomach, between her legs and through her wetness up to her clit.

"Oh Rufus... I... Oh..." She swallowed hard.

"You what baby?" He tightened his hold on himself.

"I... I need you inside me. Now. Oh..." She gasped as she increased her speed."

"I need that too Lil. More than you know." He moaned as he felt his body on edge. "Lily... Insert two fingers inside your..." His hips lifted off the bed, and he loosened his grip trying to wait for her.

"My what baby?"

"Your... your pussy baby. Find your G spot... I want to hear you moan... loud."

"Ok..." She took a shaky breath and circled her index finger through her wetness before inserting two fingers inside herself. "Oh..." She started to rub her G spot and her body responded quickly. "Rufus! Oh... Fuck... yes!"

Rufus's eyes fluttered closed as he listened to her. He knew he was getting close. "Lil... baby."

"Rufus..." She moaned as she pulled her fingers out. "I need to come."

"Me... me too baby." He let out a shaky breath.

"I wish I was with you...Oh!" She returned her index finger back to her clit.

"What would you do to me?" Rufus asked as he tightened his grip again.

"I'd take your... Mm... cock in my mouth, teasing you... as I... oh Rufus!" Her breathing was hitched. "ran my tongue from the base all the way up. Pressing my tongue against your tip..."

Rufus rubbed his thumb from his base to his tip, rubbing it against it as she spoke.

"Rufus I... I'm about to..." Her fingertips moved as fast as they could.

"Oh Lily!" He moved his hand as fast as he could before he came. "Lily! Fuck yes! Oh..."

Lily came at the same time. Her back arching off the bed, her heels digging into the mattress, as her free hand gripped the phone.

"Oh god. That mm..." Rufus opened his eyes.

"Yeah.." She laughed softly. "That was a good compromise."

They both pulled the covers over them.

"Yes it definitely was." He laughed with her.

"I'm quite tired now. Can we talk tomorrow? Maybe I'll make my surprise visit?" She smirked.

"I would love that Lil."

"Goodnight Rufus."

"Goodnight Lily."


End file.
